Mercado Minerals Ltd.CSE: MERC

Mercer International Inc. Reports 2007 First Quarter Results

· Issued by Mercado Minerals Ltd. via CNW

NEW YORK, May 7 /CNW/ -- Mercer International Inc. (Nasdaq: MERC; TSX: MRI.U) today reported results for the first quarter of 2007. In 2006, we divested our paper mills and account for this business as discontinued operations and its results are reported separately. As a result, previously reported amounts have been reclassified to conform to the current presentation. Except as otherwise noted, the following discussion relates to our continuing operations.

Highlights of the 2007 First Quarter
-- Revenues increased by 20% to euro 169.5 million from euro 141.7 million
   in the comparative quarter of 2006, primarily due to higher pulp
   prices.
-- Operating EBITDA increased to euro 28.3 million in the first quarter
   from euro 24.7 million in the comparative quarter of 2006, primarily as
   a result of higher pulp prices, partially offset by higher fiber costs
   and a weakening U.S. dollar.  For a definition of Operating EBITDA, see
   page 5 of this press release and for a reconciliation of net income to
   Operating EBITDA, see page 6 of the financial tables included in this
   press release.
-- Pulp markets strengthened quarter over quarter.  Average list prices
   for NBSK pulp in Europe were $757 per ADMT in the first quarter of 2007
   and $730 per ADMT in the fourth quarter of 2006, compared to $618 per
   ADMT in the first quarter of 2006.
-- Fiber costs increased materially in the current quarter and, on
   average, were up approximately 20% over the prior quarter and over 50%
   from the first quarter of 2006.
-- Mill net pulp realizations continued to increase in the first quarter
   of 2007 to euro 512 per ADMT on average from euro 425 per ADMT in the
   first quarter of 2006, primarily as a result of higher pulp prices.
-- We had net income from continuing operations of euro 1.1 million, or
   euro 0.03 per basic and diluted share, in the current quarter which
   included a net gain on our derivatives of euro 6.6 million, compared to
   net income of euro 16.2 million, or euro 0.49 per basic and euro 0.40
   per diluted share, in the same period of 2006 which included a net
   unrealized gain on our derivatives of euro 40.8 million.

President's Comments
Mr. Jimmy S.H. Lee, President and Chairman, stated:
-- "Pulp markets remained strong in the first quarter of 2007.  List
   prices in Europe increased by approximately $27 per ADMT in the
   quarter.  However, much of the price increase was offset by a decline
   in the value of the U.S. dollar versus the Euro during the quarter.
-- Our mills generally performed well during the quarter, particularly the
   Celgar mill which is benefiting from our Blue Goose capital expenditure
   program.  As part of the program, we expect to complete a dryer
   expansion at the Celgar mill in the second quarter which will further
   improve efficiencies and increase production capacity.

-- Our first quarter results were negatively impacted by high fiber
   prices.  The severe storms in January in central Europe, which felled
   over 60 million cubic meters of wood, has recently resulted in
   increased fiber availability.  This has already resulted in some price
   relief early in the second quarter and we are anticipating additional
   declines in fiber prices for deliveries throughout the balance of the
   year."

Mr. Lee added:
-- "Strong prices and the efficiency of our mills resulted in Operating
   EBITDA increasing by 15% to euro 28.3 million in the current quarter
   from euro 24.7 million in the comparative quarter of 2006, despite
   significantly higher fiber costs, a weaker U.S. dollar and a much
   reduced contribution from the sale of emission allowances.  Operating
   EBITDA in the prior quarter was euro 50.2 million and benefited from a
   euro 13.0 million reversal of accrued wastewater fees.
-- We had previously put into place currency swaps to partially protect us
   in the event of a weakening U.S. dollar.  In the quarter, we settled
   the balance of our outstanding currency swaps and realized a cash gain
   of euro 6.8 million which is not included in our Operating EBITDA."

Mr. Lee continued: "We are seeing continued strong demand in all our markets. This strong demand, coupled with a weak U.S. dollar and higher fiber costs, should result in higher pulp prices in the upcoming months. We expect the NBSK market to remain strong in 2007 as evidenced by the April NBSK price increase to approximately $770 per tonne in Europe and approximately $810 per tonne in the United States."

Mr. Lee concluded: "Looking forward, we expect the current strength in pulp markets to continue and to generate solid returns for our stakeholders."

Summary Selected Highlights

                                    Q1              Q4            Q1
                                   2007            2006          2006
                                          (in millions of Euro,
                                      except where otherwise stated)

Revenues                     euro 169.5      euro 160.5    euro 141.7
Sales of emission allowances        0.7             2.4           5.6
Income from operations             14.5            36.2          11.0
Operating EBITDA(1)                28.3            50.2          24.7
Realized gain (loss) on
 derivative instruments             6.8             1.7          (3.6)
Interest expense                   20.1            23.1          22.8
Unrealized (loss) gain on
 derivative instruments            (0.2)           33.1          44.4
Unrealized foreign exchange
 gain on debt                       1.3             3.8           6.1
Net income from continuing
 operations                         1.1            28.6          16.2
Income per share from continuing
 operations
  Basic                       euro 0.03       euro 0.85     euro 0.49
  Diluted                     euro 0.03       euro 0.67     euro 0.40

(1) For a definition of Operating EBITDA, see page 5 of this press release
    and for a reconciliation of net income (loss) to Operating EBITDA, see
    page 6 of the financial tables included in this press release.



                                   Q1              Q4             Q1
                                  2007            2006           2006
Pulp Production
 ('000 tonnes)                    347.3           328.9         318.5

Pulp Sales Volume
 ('000 tonnes)(1)                 329.1           344.4         327.1

NBSK list price in Europe
 ($/ADMT)                           757             730           618
Average pulp price realizations
 (euro/ADMT)                        512             480           425
Average Spot Currency Exchange
 Rates
euro / $                         0.7630          0.7962        0.8312
C$ / $                           1.1716          1.1344        1.1547
C$ / euro                        1.5354          1.4244        1.3886

(1) Excluding intercompany pulp sales volumes of nil ADMTs in Q1 2007, 603
    ADMTs in Q4 2006 and 4,986 ADMTs in Q1 2006, respectively.


Three Months Ended March 31, 2007 Compared to Three Months Ended
 March 31, 2006

Revenues for the three months ended March 31, 2007 increased by 20% to euro 169.5 million from euro 141.7 million in the comparative period of 2006, primarily due to higher pulp prices, partially offset by a weakening of the U.S. dollar versus the Euro. List prices for NBSK pulp in Europe were approximately euro 578 ($757) per ADMT in the first quarter of 2007, euro 553 ($730) per ADMT in the fourth quarter of 2006 and approximately euro 514 ($618) per ADMT in the comparative first quarter of last year. Pulp sales volume increased marginally to 329,135 ADMTs in the first quarter of 2007 from 327,101 ADMTs in the comparative period of 2006. Mill net pulp sales realizations increased to euro 512 per ADMT on average in the first quarter of 2007 from euro 425 per ADMT in the first quarter of 2006, primarily as a result of higher pulp prices.

Cost of sales and general, administrative and other expenses in the first quarter of 2007 increased to euro 155.8 million from euro 136.3 million in the comparative period of 2006, primarily as a result of higher fiber costs which increased by over 50% from the year ago quarter.

Fiber costs at our German pulp mills increased in the first quarter of 2007, primarily as a result of increased demand for wood residuals and tight supply in the fourth quarter of 2006. Fiber costs at our Celgar mill increased, primarily because of a weakening U.S. lumber market that has caused a sharp reduction in sawmill residual production. We expect fiber availability in Europe to increase materially as a result of severe storms in January that felled approximately 60 million cubic meters of timber, primarily in Germany and Scandinavia. This, coupled with an improving European lumber market, has started to provide some price relief and we expect further downward pressure on fiber prices for deliveries throughout the balance of the year.

We recorded a contribution to income of euro 0.7 million on the sale of emission allowances in the first quarter of 2007, compared to euro 5.6 million in the first quarter of 2006.

For the first quarter of 2007, operating income increased by approximately 32% to euro 14.5 million from euro 11.0 million in the comparative quarter of 2006, primarily as a result of higher pulp prices and improved operating results at our Celgar mill. Interest expense in the first quarter of 2007 decreased to euro 20.1 million from euro 22.8 million in the 2006 comparative quarter.

Derivative Instruments and Minority Interest

We recorded a net gain of euro 6.6 million on our outstanding foreign currency and interest rate derivatives at the end of the current quarter, including a realized cash gain of euro 6.8 million on the settlement of our currency swaps, compared to a net gain of euro 40.8 million on our derivatives in the comparative quarter of 2006.

In the first quarter of 2007, minority interest, representing the minority shareholder's interest in the Stendal mill, was euro 1.0 million, compared to euro 0.4 million in the comparative quarter of 2006.

Discontinued Operations

We disposed of our paper operations in 2006 and now account for them as discontinued operations.

Earnings Per Share and Operating EBITDA

We generated "Operating EBITDA" of euro 28.3 million and euro 24.7 million in the three months ended March 31, 2007 and 2006, respectively. Operating EBITDA is defined as operating income (loss) from continuing operations plus depreciation and amortization and non-recurring capital asset impairment charges. Management uses Operating EBITDA as a benchmark measurement of its own operating results, and as a benchmark relative to its competitors. Management considers it to be a meaningful supplement to operating income as a performance measure primarily because depreciation expense and non-recurring capital asset impairment charges are not an actual cash cost, and depreciation expense varies widely from company to company in a manner that management considers largely independent of the underlying cost efficiency of their operating facilities. In addition, we believe Operating EBITDA is commonly used by securities analysts, investors and other interested parties to evaluate our financial performance.

Operating EBITDA does not reflect the impact of a number of items that affect our net income (loss), including financing costs and the effect of derivative instruments. Operating EBITDA is not a measure of financial performance under GAAP, and should not be considered as an alternative to net income (loss) or income (loss) from operations as a measure of performance, nor as an alternative to net cash from operating activities as a measure of liquidity. Operating EBITDA has significant limitations as an analytical tool, and should not be considered in isolation, or as a substitute for analysis of our results as reported under GAAP. For a reconciliation of net income (loss) to Operating EBITDA, see page 6 of the financial tables included in this press release.

We reported net income from continuing operations for the first quarter of 2007 of euro 1.1 million, or euro 0.03 per basic and diluted share, which included an aggregate of euro 7.8 million of net gains on our outstanding derivatives and foreign currency denominated long-term debt. In the first quarter of 2006, we reported net income from continuing operations of euro 16.2 million, or euro 0.49 per basic and euro 0.40 per diluted share, which reflected a net gain of euro 46.9 million on our outstanding derivatives and foreign currency denominated long-term debt.

Earnings Release Call

In conjunction with this release, Mercer International Inc. will host a conference call, which will be simultaneously broadcast live over the Internet. Management will host the call, which is scheduled for Tuesday, May 8, 2007 at 10:00 AM EDT. Listeners can access the conference call live and archived over the Internet through a link at the Company's web site at http://www.mercerint.com/en/newsCurrent.cfm, or at http://www.videonewswire.com/event.asp?id=39577. Please allow 15 minutes prior to the call to visit the site and download and install any necessary audio software. A replay of this call will be available approximately two hours after the live call ends until May 15, 2007 at 11:59 p.m. (Eastern Daylight Time). The replay number is (800) 642-1687 for domestic callers or (706) 645-9291 for international callers, and the passcode is 7956375.

Mercer International Inc. is a global pulp manufacturing company. To obtain further information on the company, please visit its web site at http://www.mercerint.com.

The preceding includes forward looking statements which involve known and unknown risks and uncertainties which may cause the Company's actual results in future periods to differ materially from forecasted results. Among those factors which could cause actual results to differ materially are the following: market conditions, competition and other risk factors listed from time to time in the company's SEC reports.

MERCER INTERNATIONAL INC.

                     CONSOLIDATED BALANCE SHEETS
                 March 31, 2007 and December 31, 2006
                         (Euros in thousands)

                                               March 31,     December 31,
                                                 2007            2006
ASSETS
Current Assets
  Cash and cash equivalents                euro 44,970     euro 69,367
  Receivables                                   97,454          75,022
  Note receivable, current portion               5,814           7,798
  Inventories                                   82,702          62,857
  Prepaid expenses and other                     5,800           4,662
  Current assets of discontinued operations      1,261           2,094
    Total current assets                       238,001         221,800
Long-Term Assets
  Cash restricted                               45,000          57,000
  Property, plant and equipment                965,709         972,143
  Investments                                        3               1
  Unrealized foreign exchange rate
   derivative gain                                   -           5,933
  Deferred note issuance and other costs         6,639           6,984
  Deferred income tax                           27,026          29,989
  Note receivable, less current portion          8,408           8,744
                                             1,052,785       1,080,794
    Total assets                        euro 1,290,786  euro 1,302,594

LIABILITIES
Current Liabilities
  Accounts payable and accrued expenses    euro 88,918     euro 84,173
  Debt, current portion                         33,364          33,903
  Current liabilities of discontinued
   operations                                    1,074           1,926
    Total current liabilities                  123,356         120,002
Long-Term Liabilities
  Debt, less current portion                   850,955         873,928
  Unrealized interest rate derivative
   loss                                         35,670          41,355
  Pension and other post-retirement
   benefit obligations                          17,605          17,954
  Capital leases                                 7,432           6,202
  Deferred income tax                           23,200          22,911
  Other long-term liabilities                    4,643           1,441
                                               939,505         963,791
    Total liabilities                        1,062,861       1,083,793
Minority Interest                                    -               -
SHAREHOLDERS' EQUITY
Common shares                                  202,626         195,642
Additional paid-in capital                         102             154
Retained earnings                               15,526          15,240
Accumulated other comprehensive income           9,671           7,765
    Total shareholders' equity                 227,925         218,801
    Total liabilities and shareholders'
     equity                             euro 1,290,786  euro 1,302,594



                      MERCER INTERNATIONAL INC.

                CONSOLIDATED STATEMENTS OF OPERATIONS
          For the Three Months Ended March 31, 2007 and 2006
                             (Unaudited)
             (Euros in thousands, except per share data)

                                                 2007            2006

Revenues                                  euro 169,531    euro 141,668

Costs and expenses:
  Operating costs                              134,747         114,907
  Operating depreciation and amortization       13,729          13,688
                                                21,055          13,073
  General and administrative expenses            7,305           7,717
  (Sale) purchase of emission allowances          (727)         (5,638)
Operating income from continuing operations     14,477          10,994

Other income (expense)
  Interest expense                             (20,068)        (22,814)
  Investment income                              1,611           1,740
  Unrealized foreign exchange gain on debt       1,254           6,113
  Realized gain (loss) on derivative
   instruments                                   6,820          (3,562)
  Unrealized (loss) gain on derivative
   instruments                                    (248)         44,377
Total other (expense) income                   (10,631)         25,854

Income before income taxes and minority
 interest from continuing operations             3,846          36,848
Income tax provision                            (3,801)        (21,113)
Income before minority interest from
 continuing operations                              45          15,735
Minority interest                                1,048             449
Net income from continuing operations            1,093          16,184
Net (loss) income from discontinued
 operations                                         (7)            404
Net income                                       1,086          16,588

Retained earnings (deficit), beginning
 of period                                      14,440         (47,970)
Retained earnings (deficit), end
 of period                                 euro 15,526    euro (31,382)

Net income per share from continuing
 operations
  Basic                                      euro 0.03       euro 0.49
  Diluted                                    euro 0.03       euro 0.40
Income per share
  Basic                                      euro 0.03       euro 0.50
  Diluted                                    euro 0.03       euro 0.41



                      MERCER INTERNATIONAL INC.

               RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
                   Combined Condensed Balance Sheet
                         As at March 31, 2007
                         (Euros in thousands)

The terms of the indenture governing our 9.25% senior unsecured notes requires that we provide the results of operations and financial condition of Mercer International Inc. ("Mercer Inc.") and our restricted subsidiaries under the indenture, collectively referred to as the "Restricted Group". As at and during the three months ended March 31, 2007 and 2006, the Restricted Group was comprised of Mercer International Inc., certain holding subsidiaries and Rosenthal, and the Celgar mill. The Restricted Group excludes the Stendal mill and the discontinued paper business.

March 31, 2007

                    Restricted  Unrestricted                 Consolidated
                      Group     Subsidiaries    Eliminations    Group
ASSETS
Current assets
  Cash and cash
   equivalents    euro 32,540  euro 12,430        euro -     euro 44,970
  Receivables          51,392       46,062             -          97,454
  Note receivable,
   current portion        618        5,196             -           5,814
  Inventories          55,186       27,516             -          82,702
  Prepaid expenses
   and other            2,726        3,074             -           5,800
  Current assets of
   discontinued
   operations               -        1,261             -           1,261
Total current assets  142,462       95,539             -         238,001
Cash restricted             -       45,000             -          45,000
Property, plant and
 equipment            387,639      578,070             -         965,709
Other                   7,837       (1,195)            -           6,642
Deferred income tax    13,286       13,740             -          27,026
Due from
 unrestricted
 group                 53,881            -       (53,881)              -
Note receivable,
 less current
 portion                4,798        3,610             -           8,408
Total assets     euro 609,903 euro 734,764  euro (53,881) euro 1,290,786

LIABILITIES
Current liabilities
  Accounts payable
   and
   accrued
   expenses       euro 48,050  euro 40,868        euro -     euro 88,918
  Debt,
   current
   portion                  -       33,364             -          33,364
  Current
   liabilities of
   discontinued
   operations               -        1,074             -           1,074
Total current
 liabilities           48,050       75,306             -         123,356
Debt, less current
 portion              295,053      555,902             -         850,955
Due to restricted
 group                      -       53,881       (53,881)              -
Unrealized derivative
 loss                       -       35,670             -          35,670
Capital leases          4,422        3,010             -           7,432
Deferred income tax     4,097       19,103             -          23,200
Other long-term
 liabilities           22,234           14             -          22,248
Total liabilities     373,856      742,886       (53,881)      1,062,861
SHAREHOLDERS' EQUITY
Total shareholders'
 equity (deficit)     236,047       (8,122)            -         227,925
Total liabilities
 and shareholders'
 equity          euro 609,903 euro 734,764  euro (53,881) euro 1,290,786



                      MERCER INTERNATIONAL INC.

               RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
                   Combined Condensed Balance Sheet
                       As at December 31, 2006
                         (Euros in thousands)

                                    December 31, 2006

                  Restricted    Unrestricted                 Consolidated
                      Group     Subsidiaries   Eliminations     Group
ASSETS
Current
  Cash and
  cash
  equivalents    euro 39,078  euro 30,289         euro -     euro 69,367
  Receivables         38,662       36,360              -          75,022
  Note receivable,
  current
  portion                620        7,178              -           7,798
  Inventories         41,087       21,770              -          62,857
  Prepaid expenses
   and other           2,352        2,310              -           4,662
  Current assets
   of discontinued
   operations              -        2,094              -           2,094
Total current assets 121,799      100,001              -         221,800
Cash restricted            -       57,000              -          57,000
Property, plant
 and equipment       408,957      563,186              -         972,143
Other                  8,155        4,763              -          12,918
Deferred income
 tax                  14,316       15,673              -          29,989
Due from
 unrestricted
 group                51,265            -        (51,265)              -
Note receivable,
 less current
 portion               5,023        3,721              -            8,744
Total assets    euro 609,515 euro 744,344   euro (51,265)  euro 1,302,594
LIABILITIES
Current
  Accounts payable
   and accrued
   expenses      euro 46,838  euro 37,335         euro -      euro 84,173
  Debt, current
   portion                 -       33,903              -           33,903
  Current
   liabilities of
   discontinued
   operations              -        1,926              -            1,926
Total current
 liabilities          46,838       73,164              -          120,002
Debt, less current
 portion             293,781      580,147              -          873,928
Due to restricted
 group                     -       51,265        (51,265)               -
Unrealized derivative
 loss                      -       41,355              -           41,355
Capital leases         2,720        3,482              -            6,202
Deferred income tax    2,832       20,079              -           22,911
Other long-term
 liabilities          19,395            -              -           19,395
Total liabilities    365,566      769,492        (51,265)       1,083,793
SHAREHOLDERS' EQUITY
Total shareholders'
 equity (deficit)    243,949      (25,148)             -          218,801
Total liabilities
 and shareholders'
 equity         euro 609,515 euro 744,344   euro (51,265)  euro 1,302,594



                      MERCER INTERNATIONAL INC.

               RESTRICTED GROUP SUPPLEMENTAL DISCLOSURE
             Combined Condensed Statements of Operations
          For the Three Months Ended March 31, 2007 and 2006
                             (Unaudited)
                         (Euros in thousands)

                               Three Months Ended March 31, 2007

                    Restricted     Unrestricted               Consolidated
                       Group       Subsidiaries  Eliminations    Group

Revenues           euro 99,933      euro 69,598    euro -   euro 169,531
Operating costs         77,116           57,631         -        134,747
Operating
 depreciation and
 amortization            6,686            7,043         -         13,729
General and
 administrative
 expenses                4,359            2,946         -          7,305
(Sale) of
 emission
 allowances               (264)            (463)        -           (727)
                        87,897           67,157         -        155,054
  Operating
   income from
   continuing
   operations           12,036            2,441         -         14,477
Other income (expense)
  Interest expense      (7,458)         (13,525)      915        (20,068)
  Investment income      1,305            1,221      (915)         1,611
  Derivative financial
   instruments, net          -            6,572         -          6,572
  Unrealized foreign
   exchange loss
   on debt               1,254                -         -          1,254
  Total other
   expense              (4,899)          (5,732)        -        (10,631)
Income (loss) before
 income taxes and
 minority interest
 from continuing
 operations              7,137           (3,291)        -          3,846
    Income tax
     provision          (2,738)          (1,063)        -         (3,801)
    Income (loss)
     before minority
     interest from
     continuing
     operations          4,399           (4,354)        -             45
Minority interest            -            1,048         -          1,048
    Net income (loss)
     from
     continuing
     operations          4,399           (3,306)        -          1,093

    Net loss from
     discontinued
     operations              -               (7)        -             (7)
    Net income
    (loss)          euro 4,399      euro (3,313)   euro -     euro 1,086



                                Three Months Ended March 31, 2006

                    Restricted    Unrestricted                Consolidated
                      Group       Subsidiaries  Eliminations     Group

Revenues           euro 81,011     euro 60,657   euro -     euro 141,668
Operating costs         69,139          45,768        -          114,907
Operating
 depreciation
 and
 amortization            6,629           7,059        -           13,688
General and
 administrative          4,960           2,757        -            7,717
(Sale) of
 emission
 allowances             (1,767)         (3,871)       -           (5,638)
                        78,961          51,713        -          130,674
  Operating income
   from continuing
   operations            2,050           8,944        -           10,994
Other income (expense)
  Interest expense      (8,463)        (15,226)     875          (22,814)
  Investment income      2,261             354     (875)           1,740
  Derivative financial
   instruments, net        (79)         40,894        -           40,815
  Unrealized foreign
   exchange gain
   on debt               6,113               -        -            6,113
  Total other
   income (expense)       (168)         26,022        -           25,854
    Income before
     income taxes and
     minority interest
     from continuing
     operations          1,882          34,966        -           36,848
Income tax provision    (3,033)        (18,080)       -          (21,113)
    Income (loss)
     before
     minority
     interest from
     continuing
     operations         (1,151)         16,886        -           15,735
Minority interest            -             449        -              449
    Net income
     (loss) from
     continuing
     operations         (1,151)         17,335        -           16,184
    Net income
     from
     discontinued
     operations              -             404        -              404
    Net (loss)
     income        euro (1,151)    euro 17,739   euro -      euro 16,588



                      MERCER INTERNATIONAL INC.

                   COMPUTATION OF OPERATING EBITDA
            For the Quarters Ended March 31, 2007 and 2006
                             (Unaudited)
                         (Euros in thousands)

                                                  Three Months Ended
                                                       March 31,
                                                  2007           2006
                                                     (in thousands)

Net income from continuing
 operations                                 euro 1,093     euro 16,184
Minority interest                               (1,048)           (449)
Income taxes                                     3,801          21,113
Interest expense                                20,068          22,814
Investment income                               (1,611)         (1,740)
Derivative financial instruments, net gain      (6,572)        (40,815)
Unrealized foreign exchange gain on debt        (1,254)         (6,113)
Operating income from continuing operations     14,477          10,994
Add: Depreciation and amortization              13,792          13,688
Operating EBITDA(1)                        euro 28,269     euro 24,682


(1) Operating EBITDA does not reflect the impact of a number of items that
    affect our net income (loss), including financing costs and the effect
    of derivative instruments.  Operating EBITDA is not a measure of
    financial performance under accounting principles generally accepted
    in the United States, and should not be considered as an alternative
    to net income (loss) or income (loss) from operations as a measure of
    performance, nor as an alternative to net cash from operating
    activities as a measure of liquidity.  Operating EBITDA has
    significant limitations as an analytical tool, and should not be
    considered in isolation, or as a substitute for analysis of our
    results as reported under GAAP.



           COMPUTATION OF RESTRICTED GROUP OPERATING EBITDA
            For the Quarters Ended March 31, 2007 and 2006
                             (Unaudited)
                         (Euros in thousands)

                                                  Three Months Ended
                                                       March 31,
                                                 2007            2006
                                                    (in thousands)
 Restricted Group
Net income (loss) from continuing
 operations(1)                              euro 4,399     euro (1,151)
Income taxes                                     2,738           3,033
Interest expense                                 7,458           8,463
Investment and other income                     (1,305)         (2,261)
Derivative financial instruments, net loss           -              79
Unrealized foreign exchange gain on debt        (1,254)         (6,113)
Operating income from continuing operations     12,036           2,050
Add: Depreciation and amortization               6,749           6,629
Operating EBITDA(2)                        euro 18,785      euro 8,679

(1) For the Restricted Group, net income (loss) from continuing operations
    and net income (loss) are the same.
(2) Operating EBITDA does not reflect the impact of a number of items that
    affect net income (loss), including financing costs and the effect of
    derivative instruments.  Operating EBITDA is not a measure of
    financial performance under accounting principles generally accepted
    in the United States, and should not be considered as an alternative
    to net income (loss) or income (loss) from operations as a measure of
    performance, nor as an alternative to net cash from operating
    activities as a measure of liquidity.  Operating EBITDA has
    significant limitations as an analytical tool, and should not be
    considered in isolation, or as a substitute for analysis of our
    results as reported under GAAP.